FRIDAY RETREATS — OWNER STANDARD TERMS & CONDITIONS

Version 2026-08

1. DEFINITIONS AND INTERPRETATION

1.1 In this Agreement, unless the context requires otherwise:

• "Agreement" means, together: the Management Agreement, the Commercial Schedule, these Terms and Conditions (in the dated version referenced in the Management Agreement, as amended in accordance with Clause 20.1), and the Standards Book, read in the order of precedence set out in Clause 20.5.

• "Base Price" means the standard nightly rate for a given date, as set by the Manager, prior to the application of dynamic pricing algorithms.

• "Cleaning Fee" means the separate cleaning charge displayed to the Guest at the time of booking. The Cleaning Fee is displayed to Guests inclusive of VAT; where it is retained by the Manager, the Manager accounts for applicable VAT out of the amount collected. The destination of the Cleaning Fee (retained by the Manager or passed through to the Owner) is allocated by service tier in the Commercial Schedule (see Clause 3.2). The Cleaning Fee is excluded from and distinct from Rental Income and Owner's Revenue.

• "Commercial Schedule" (also "Annex A") means the signed schedule to the Management Agreement recording every commercial rate, fee, limit, election and special arrangement applying between the Parties, as amended from time to time in accordance with its terms and this Agreement.

• "Daily Price" means the nightly rate generated by the Manager's dynamic pricing engine for a specific date, prior to the application of any length-of-stay or promotional discounts.

• "Direct Booking" means a booking made via direct channels operated by the Manager (currently www.friday.mu or any successor domain).

• "Effective Date" means the effective date stated in the Management Agreement.

• "Guest" means any person occupying or booked to occupy the Property under a reservation processed by the Manager, other than the Owner or an Owner-Guest.

• "Host Channel Commission" means: (a) any commission or service fee retained by third-party booking platforms (e.g. Airbnb, Booking.com, VRBO) at the rate set by the respective channel; and (b) for Direct Bookings, the Direct Booking Commission at the rate of Total Guest Paid set out in the Commercial Schedule, which is inclusive of standard payment-processor charges and subject to VAT (see Clause 4.3).

• "Incident" means any set of repairs, maintenance works, service-recovery actions or guest-facing gestures carried out under a single work order, vendor invoice, or service visit (see Clause 11).

• "Linen Fee" means the fee described in Clause 3.4, at the per-guest-per-night rate set out in the Commercial Schedule (exclusive of VAT), indexed in accordance with Clause 4.10.

• "Management Agreement" means the signed cover document between the Parties identifying the Parties, the Property, the selected service tier and exclusivity mode, the Term, and the version of these Terms and Conditions incorporated by reference.

• "Minimum Monthly Fee" means the monthly floor amount, if any, specified for the selected service tier in the Commercial Schedule (see Clause 4.4).

• "Other Expenses" means any expense incurred by the Manager on behalf of the Owner in accordance with Clause 11 or otherwise authorised in writing by the Owner.

• "Owner-Guest" means family, friends or other invitees of the Owner occupying the Property on a non-commercial basis, or under a paid stay arranged by the Owner rather than by the Manager (see Clause 8.5).

• "Owner's Revenue" means Rental Income minus: (i) the PMC Commission (or, where applicable, the Minimum Monthly Fee under Clause 4.4) and VAT thereon; (ii) the Linen Fee and VAT thereon, where the linen service applies under Clause 3.4; (iii) authorised Other Expenses; (iv) adjustments and amounts recoverable by the Manager under this Agreement (including Clauses 3.5, 12.2 and 20.8); (v) any tax the Manager is required by law to deduct at source (Clause 4.6); and (vi) any outbound bank transfer charges disclosed under Clause 5.4. Payment-processor fees on Guest collections are accounted for once only, in accordance with Clause 5.4(e), and are not a separate deduction in computing Owner's Revenue.

• "PMC Commission" means the percentage of Rental Income retained by the Manager for the service tier selected in the Management Agreement, at the rate set out in the Commercial Schedule (see Clause 4.1).

• "Property" or "Properties" means the property or properties listed in the Management Agreement.

• "Rental Income" means all amounts paid by Guests in respect of a reservation, minus: (i) the Cleaning Fee; (ii) the Host Channel Commission; and (iii) any Tourist Fee or other statutory charge collected from Guests as a pass-through, however collected — whether within guest pricing or as a separately displayed line item (Clauses 4.7 and 4.8); in each case as adjusted for refunds, chargebacks and payment reversals in accordance with Clause 12.

• "Service Recovery" means any complimentary service, amenity or goodwill gesture provided to a Guest under Clause 11 or Clause 12 in response to a service shortfall or disruption.

• "Services" means the services described in Clause 3, as scoped by service tier in the Commercial Schedule.

• "Setup Fee" means the one-off onboarding fee per Property at the amount set out in the Commercial Schedule (see Clause 4.4).

• "Standards Book" means the Friday Retreats Standards Book, a versioned document setting out property, amenity and operational standards applicable to the Property, as notified to the Owner and updated from time to time in accordance with Clause 8.3.

• "TAC" means a Tourist Accommodation Certificate issued under the Tourism Authority Act (as amended).

• "Term" means the term of the Management Agreement, as set out in the Management Agreement and the Commercial Schedule.

• "Total Guest Paid" means the sum of the Accommodation Fare and the Cleaning Fee, where "Accommodation Fare" means (nightly base rate × number of nights) minus any length-of-stay or other applicable discounts. Tourist Fee amounts collected from Guests — however collected, whether within guest pricing or as a separately displayed line item (Clause 4.7(b)) — are excluded from the Accommodation Fare, from Total Guest Paid and from Rental Income, as a statutory pass-through (Clause 4.7(c)).

• "Reference Rate" means, for any currency pair, the arithmetic mid-point of the indicative telegraphic-transfer (TT) buying and selling rates for the relevant currency most recently published by the Bank of Mauritius; where the Bank of Mauritius does not publish rates for a currency, or its published rates are unavailable or cannot be obtained at the relevant time, a rate from a comparable reputable published market source may be used, provided the source is identified in the relevant record or statement.

• "Tourist Fee" means the levy imposed on tourists under Part IVA of, and the Fifth Schedule to, the Tourism Authority Act (as amended) — currently EUR 3 per tourist aged 12 or over per night — as described in Clause 4.7.

• "Urgent Situation" means any situation that, in the Manager's reasonable judgment, requires immediate action to prevent or resolve: (a) damage to the Property or a risk to its integrity or security — including water ingress, fire, gas or electrical hazard, flooding, or a break-in — whether or not the Property is occupied; (b) guest cancellation or early departure; (c) platform disputes; (d) the threat or reasonable likelihood of a negative review (less than 5 stars or 10/10); (e) reputational harm such as algorithm downgrade or listing penalties; (f) health, safety, or hygiene risks; or (g) any other circumstance where delay would likely cause financial or reputational damage (see Clause 11.4).

• "VAT" means Mauritian value added tax at the prevailing statutory rate (currently 15%).

• "Weighted-Average Realised Rate" means, for each payout period and computed separately for each foreign currency, the total Mauritian Rupees (MUR) actually credited to the Manager's accounts divided by the corresponding foreign-currency amounts received, net of payment-processor fees (see Clause 5.4).

1.2 In this Agreement: headings are for convenience only; the singular includes the plural and vice versa; references to a statute include that statute as amended, re-enacted or replaced and any subsidiary legislation made under it; references to "written" or "in writing" include email and other electronic communications in accordance with Clause 20.9; and "including" means "including without limitation".

2. APPOINTMENT AND AUTHORITY

2.1 The property owner identified in the Management Agreement (the "Owner") hereby appoints Friday Retreats Ltd (the "Manager") to market, operate, and manage the Properties for the duration of the Term. The Manager accepts this appointment. The Owner and the Manager are each a "Party" and together the "Parties".

2.2 The Manager's authority is limited to the powers: (a) expressly set out in these Terms and Conditions; (b) granted under Clause 11; (c) provided by the Owner via email, WhatsApp, SMS, or any other written electronic communication; or (d) reasonably required or desirable to discharge the duties and scope of work set out expressly or impliedly under this Agreement.

3. SCOPE OF SERVICES

3.1 Core Services. The following services, as scoped by the service tier selected in the Commercial Schedule, are covered by the PMC Commission: (a) online marketing of the Properties, including dynamic pricing strategies; (b) booking and payment management; (c) guest communication and support before, during, and after stays; (d) housekeeping oversight and coordination of check-in and check-out; (e) maintenance coordination (scheduling and supervision only — all repair costs are chargeable to the Owner; for Major Repairs and Upgrades, a coordination fee may apply under Clause 11.8); and (f) monthly financial reporting to the Owner in accordance with Clause 5.

3.2 Cleaning Services and Cleaning Fee. (a) A checkout clean is performed after each Guest stay and is funded by the Cleaning Fee charged to the Guest or, where and when applicable, directly to the Owner. (b) The destination of the Cleaning Fee is allocated by service tier in the Commercial Schedule: where the Owner's tier provides that the Owner performs cleaning and stocking, the Cleaning Fee is passed through to the Owner in full; where the Manager performs cleaning, the Cleaning Fee is retained by the Manager. (c) Complimentary mid-stay or special cleans may be offered at the sole discretion of the Manager. (d) Additional cleans requested by the Owner may be accepted or declined at the Manager's discretion; if accepted, such cleans are either charged as Other Expenses or, at the Manager's option, provided at no additional cost. (e) The Owner may not compel additional cleans beyond the scope outlined above, unless otherwise agreed in writing. (f) Where the Owner performs cleaning, stocking, or linen supply under the selected tier (including under Clause 3.4(b) or (c)), the Owner shall perform it to the standards set out in the Standards Book; the Manager may flag below-standard work (including via guest feedback) and require remediation, and repeated below-standard performance is a breach of this Agreement. (g) Service Reassignment. Where repeated below-standard performance of Owner-Performed Work amounts to persistent failure as defined in the Standards Book (evidenced and notified in accordance with the Standards Book), the Manager may, on not less than fourteen (14) days' written notice, require that the affected work be performed by the Manager going forward (a "Service Reassignment"). (i) What changes. From the effective date of a Service Reassignment the Manager performs the reassigned work, and the Owner pays the charge for that work at the rate set out in the Commercial Schedule for the corresponding Manager-performed service (for example the per-turnover cleaning charge or the per-guest-per-night Linen Fee), together with any consequential reallocation of the Cleaning Fee destination for the reassigned work. (ii) What does not change. A Service Reassignment does not change the PMC Commission rate, does not change the service tier selected in the Management Agreement, and does not otherwise vary the Commercial Schedule; any change to the PMC Commission or to the tier requires a signed amendment or the notice procedure in Clause 4.9. (iii) Owner's right to object. The Owner may, within the fourteen (14)-day notice period, dispute the underlying Standards Flags in writing, in which case the Parties shall meet (in person or virtually) within seven (7) days and the Service Reassignment does not take effect until the dispute is resolved, save where the failure creates a health, safety, or hygiene risk. (iv) Reversion. The Owner may request reversion of a Service Reassignment after six (6) months of compliant performance, or earlier by agreement, and the Manager shall not unreasonably refuse. (v) A Service Reassignment applies prospectively only and is without prejudice to the Manager's right to treat persistent failure as a material breach and terminate in accordance with the Management Agreement instead.

3.3 Exterior-Care Packages. At the Owner's request, the Manager may arrange in writing a bundled monthly service (an "Exterior-Care Package") covering pool maintenance, garden care, and exterior façade or balcony cleaning. Pricing depends on the property's size and scope and will be quoted in advance for the Owner's written approval. Exterior-Care Packages are not included in the PMC Commission and will be billed separately as Other Expenses, plus VAT. The Manager may adjust the package price with thirty (30) days' written notice; silence will be deemed acceptance, however the Owner may discontinue the package during the notice period without penalty. Either Party may discontinue an Exterior-Care Package for any reason by giving the other Party at least thirty (30) days' written notice; the package terminates on the 30th day after such notice, and no further charges accrue beyond services already rendered. Any outstanding amounts for work performed up to the termination date remain payable.

3.4 Linen Service. The Manager operates a hotel-grade linen service under which it supplies, launders, and replaces bed sheets, duvet covers, pillowcases, bath towels, and hand towels for Guest bookings. The linen service applies by service tier, as stated in the Commercial Schedule: (a) where the Commercial Schedule states that the linen service is a standard part of the Owner's selected tier, the linen service is compulsory and applies to all Guest bookings; (b) where the Commercial Schedule states that the linen service is optional for the Owner's selected tier, it applies only where the Owner has elected it in the Commercial Schedule or subsequently in writing; the Owner may withdraw such an election on thirty (30) days' written notice, provided that from withdrawal the Owner supplies and launders linen meeting the requirements of the Standards Book at the Owner's cost; (c) where the Commercial Schedule does not offer the linen service for the Owner's selected tier, this Clause 3.4 does not apply and the Owner supplies and launders linen meeting the requirements of the Standards Book at the Owner's cost. Where the linen service applies, a Linen Fee at the per-guest-per-night rate set out in the Commercial Schedule (exclusive of VAT) applies to each Guest booking and is itemised on the Owner's monthly statement. The Linen Fee may be adjusted only in accordance with Clause 4.10. The Linen Fee covers laundering and replacement for fair wear and tear; loss or damage beyond fair wear and tear is dealt with under Clause 3.5.

3.5 Linen and Inventory — Title, Return and Replacement. (a) Title to all linen, welcome-pack stock, consumables, and other inventory supplied by the Manager ("Manager-Supplied Inventory") remains with the Manager at all times; nothing in this Agreement transfers ownership of Manager-Supplied Inventory to the Owner. (b) The Manager may remove Manager-Supplied Inventory in advance of any stay that is not subject to PMC Commission, and shall remove or recover it on termination of this Agreement. (c) The Owner is liable to the Manager for the replacement cost — at the rates set out in the Commercial Schedule or, for items not listed there, the documented actual replacement cost — of any Manager-Supplied Inventory that is missing, stained beyond recovery, or damaged beyond fair wear and tear, where such loss or damage arises during Owner or Owner-Guest stays or otherwise from the Owner's acts or omissions. (d) Amounts due under this Clause 3.5 are recoverable as Other Expenses in accordance with Clause 11.6. (e) For loss or damage caused by Guests, the Manager pursues recovery in accordance with Clause 12 and the applicable booking-platform process; such loss is not charged to the Owner under this Clause 3.5.

3.6 Optional and Future Services. The Manager may introduce optional or value-added services, including but not limited to smart locks, enhanced maintenance packages, or concierge offerings. Any material change will be notified with fourteen (14) days' written notice. Silence and failure to object within fourteen (14) calendar days following notice of such change constitutes acceptance. If the Owner does not accept the change, the Owner may terminate the engagement in accordance with the termination provisions set out in the Management Agreement.

3.7 Subcontracting. The Manager may subcontract any part of the Services provided it remains liable to the Owner.

4. COMMISSION, FEES AND TAXES

4.1 PMC Commission. The Manager retains the PMC Commission on Rental Income. The PMC Commission rate is determined by the service tier selected in the Management Agreement, at the rate for that tier set out in the Commercial Schedule. The scope of Services included at each tier is set out in the Commercial Schedule and the Standards Book.

4.2 Special Arrangements. The Parties may agree preferential rates, multi-property or portfolio arrangements, or other special commercial arrangements. Any such arrangement is valid only if recorded in the Commercial Schedule (or in a signed amendment to it) and, once recorded, prevails over the corresponding standard rate or term.

4.3 Direct Booking Commission. For Direct Bookings, the Manager retains the Direct Booking Commission at the rate of Total Guest Paid set out in the Commercial Schedule, in place of the commission a third-party platform would otherwise charge on that booking. The Direct Booking Commission applies to all Direct Bookings regardless of the Owner's selected tier, is inclusive of standard payment-processor charges, and is subject to VAT. It is deducted, together with the Cleaning Fee, in computing Rental Income, to which the PMC Commission then applies.

4.4 Setup Fee and Minimum Monthly Fee. (a) A one-off Setup Fee per Property, at the amount set out in the Commercial Schedule for the selected tier, is payable on onboarding and is non-refundable except as expressly provided in this Agreement. (b) Where the Commercial Schedule specifies a Minimum Monthly Fee for the selected tier, the Manager's remuneration for each calendar month is the greater of (i) the PMC Commission accrued for that month and (ii) the Minimum Monthly Fee, plus VAT in each case. The Minimum Monthly Fee is a floor, not an additional charge, and is pro-rated on a daily basis for any partial calendar month at onboarding or termination.

4.5 VAT. All commissions and fees under this Agreement are stated exclusive of VAT unless expressly stated otherwise, and VAT applies at the prevailing statutory rate (currently 15%) to the PMC Commission, the Direct Booking Commission, the Linen Fee, the Setup Fee, the Minimum Monthly Fee, and any other fee or charge that is legally subject to VAT. The Cleaning Fee is displayed to Guests inclusive of VAT; where the Cleaning Fee is retained by the Manager, the Manager accounts for applicable VAT out of the amount collected. If the statutory VAT rate changes, the changed rate applies from its statutory effective date without amendment of this Agreement.

4.6 Tax Deducted at Source (TDS). The Manager deducts tax at source from amounts payable to the Owner at the prevailing statutory rate where required by law — currently five per cent (5%) under section 111B(g) of the Income Tax Act — remits the amounts deducted to the Mauritius Revenue Authority within the statutory deadlines, and issues to the Owner the annual statement of amounts deducted required by law. Amounts deducted at source are a creditable advance against the Owner's own income-tax liability. The Owner shall provide the Manager with the identification particulars required for statutory TDS reporting (including National Identity Card number or Tax Account Number, and tax-residency status) and shall keep them current. The Owner remains solely responsible for declaring rental income and for the Owner's own tax affairs; nothing in the Manager's statements, deductions or remittances discharges the Owner's own filing obligations.

4.6bis Owner Tax Status. (a) The Owner warrants that the VAT and tax status declared in the Commercial Schedule (including VAT registration status and tax residency) is accurate and complete as at signature. (b) The Owner shall promptly notify the Manager in writing of any change to that status, including VAT registration or deregistration and any change of tax residency. (c) The Owner acknowledges that the Owner is solely responsible for monitoring whether the Owner's taxable turnover requires or ceases to require VAT registration — the compulsory-registration threshold is currently three million rupees (Rs 3,000,000) of annual taxable turnover — including in respect of the supply of accommodation from the Property. (d) The Manager shall, on the Owner's written request, provide the Owner with turnover data derived from the Owner Statements; the Manager does not provide tax, accounting or legal advice, and nothing in this Agreement, the Owner Statements or the Manager's communications constitutes such advice.

4.7 Tourist Fee. (a) A statutory levy — currently EUR 3 per tourist aged 12 or over per night of accommodation — applies under Part IVA of, and the Fifth Schedule to, the Tourism Authority Act (as amended). (b) The Manager collects the Tourist Fee from Guests — within its guest pricing or as a separately displayed line item, at the Manager's discretion — in respect of every reservation processed by the Manager, files the required returns, and remits the amounts due to the Mauritius Revenue Authority monthly in accordance with the Act; and, where the Manager is the manager of the Property for the purposes of that Act, discharges the manager's obligations under it. (c) Tourist Fee amounts collected are a statutory pass-through: they are excluded from Rental Income, are not fees or revenue of the Manager, and are reported on the Owner's monthly statement for information. (d) Exemptions are applied on the basis of guest information captured at booking or check-in. The only statutory exemption is for persons under the age of 12. Further exemptions applied in practice — including residents of Mauritius, holders of a Premium Visa or of a residence permit, stays provided free of charge, and Mauritian citizens residing abroad travelling on a Mauritian passport — derive from the guidance published by the Mauritius Revenue Authority from time to time, and are applied as and while that guidance so provides. (e) If the rate, scope or mechanics of the Tourist Fee are changed by law, the changed regime applies from its statutory effective date without amendment of this Agreement. (f) For any paid stay at the Property that is not processed by the Manager — including paid Owner-Guest stays under Clause 8.5 and paid private stays permitted under Online-Only Exclusivity (Clause 13.1(b)) — the Owner is solely responsible for the Tourist Fee. The Owner shall: (i) declare the stay to the Manager at the time the dates are reserved or blocked — and in any event before check-in — identifying it as a paid private stay rather than personal use; and (ii) confirm the details required for the statutory filing within forty-eight (48) hours of checkout: the number of guests, their ages (or the number aged 12 or over), and their residency or permit status. The Manager may pre-populate the confirmation from the Owner's declaration, in which case the Owner need only confirm or correct it. The Manager shall remit the corresponding Tourist Fee and recover the amount from the Owner in accordance with Clause 11.6. The Owner shall indemnify the Manager against any penalty, interest or assessment arising from the Owner's failure to declare or confirm under this Clause 4.7(f).

4.8 Government Charges — Documented Pass-Through. (a) Where any tax, levy, duty, licence fee, or other government-imposed charge is legally incident on the Owner, on the Property, or on the letting of the Property, the Manager may pay or collect the charge and recover it from the Owner as a documented pass-through, itemised on the monthly statement with supporting documentation. (b) If a new charge of that kind is introduced during the Term, the same treatment applies from its statutory effective date, and the Manager may collect the charge from Guests where the law or the design of the charge so contemplates; where regulations mandate guest-facing disclosure, the Manager will disclose accordingly. (c) This Clause 4.8 does not entitle the Manager to recover from the Owner: (i) the Manager's own licences, registrations, or corporate or income taxes; (ii) any penalty, interest, or surcharge arising from the Manager's own act, omission, or delay (including late remittance of amounts the Manager has collected); or (iii) the costs of the Manager's general regulatory compliance as a business. (d) The Owner shall cooperate in good faith with the Manager's compliance with legal and regulatory obligations affecting the Property or its letting.

4.9 Changes to Commission and Fees. (a) The commission rates and fees in the Commercial Schedule apply as signed, and may be changed only under this Clause 4.9, by signed amendment, or as expressly provided in the Commercial Schedule. (b) The Manager may propose a change to the PMC Commission, the Direct Booking Commission, or any fee in the Commercial Schedule by written notice under Clause 20.1, giving not less than thirty (30) days' notice before the change takes effect. (c) During the notice period the Owner may: accept the change expressly; object in writing, in which case the Parties shall meet (in person or virtually) within seven (7) days of the objection to negotiate in good faith; or terminate the Management Agreement with effect no later than the date the change would take effect. If the Owner terminates in response to a notified change, no early-termination cost recovery, clawback, or recoupment of discounts or waivers applies (Clause 16.3), and the change never applies to the Owner. (d) If the Owner neither objects nor terminates during the notice period, continued use of the Services after the effective date constitutes acceptance of the change. (e) No upward revision of the PMC Commission or the Direct Booking Commission may take effect more than once in any twelve (12)-month period. (f) CPI indexation under Clause 4.10, documented government pass-throughs under Clause 4.8, and statutory VAT changes under Clause 4.5 are not changes for the purposes of this Clause 4.9.

4.10 CPI Indexation. Any fee that the Commercial Schedule identifies as CPI-indexed (including the Linen Fee) may be adjusted not more than once per calendar year, by no more than the percentage change in the Consumer Price Index (all items) published by Statistics Mauritius over the twelve (12) months ending the preceding December, on not less than thirty (30) days' written notice to the Owner. Such an indexation adjustment takes effect without further formality, is not an amendment for the purposes of Clause 20.1, and does not of itself give rise to the termination rights in Clause 4.9(c).

4.11 Currency of Fees. Fees denominated in EUR (or any other foreign currency) that are payable by or chargeable to the Owner are converted to MUR at the Reference Rate for that currency most recently published or captured before the date of the monthly statement on which they are charged, and the rate used, its source, and its date and time of publication or capture are stated on the statement.

5. PAYMENT TERMS AND STATEMENTS

5.1 Revenue Recognition. Rental Income is recognised on the Guest's checkout date, regardless of when platform funds are disbursed. Owners may not request early payouts for future checkouts.

5.2 Payout Cycle and Statement Contents. Within seven (7) calendar days after month-end, the Manager shall issue an Owner Statement and remit the Owner's Revenue for all reservations with checkout dates falling in the preceding month. Each Owner Statement shall show, at minimum: (a) the per-reservation computation of Rental Income (Total Guest Paid, Cleaning Fee, Host Channel Commission); (b) the PMC Commission (or Minimum Monthly Fee reconciliation under Clause 4.4, where applicable) and VAT thereon; (c) the Linen Fee and VAT thereon, where applicable; (d) Other Expenses, accompanied by the itemised supporting records required by Clause 11.5; (e) Tourist Fee amounts collected and remitted or remittable (for information, per Clause 4.7(c)); (f) adjustments for refunds, chargebacks and payment reversals under Clause 12; (g) any documented pass-through amounts under Clause 4.8, with supporting documentation; (h) any tax deducted at source under Clause 4.6; (i) the foreign-exchange disclosures required by Clause 5.4; and (j) any outbound bank transfer charges deducted under Clause 5.4(f).

5.3 Late Disbursements. If platform funds are not received by the scheduled payout date, disbursement may be deferred but shall in any event be made within seven (7) calendar days after the end of the month in which those funds are actually received.

5.4 Currency Conversion and FX Transparency. (a) Payments to the Owner are made in MUR by bank transfer to the account stated in the Commercial Schedule. (b) Foreign-currency booking amounts are converted using the Weighted-Average Realised Rate, computed separately for each currency. (c) Each Owner Statement shall disclose, for each foreign currency in the payout period: the gross booking amounts received in that currency; the payment-processor fees deducted before receipt; the net foreign-currency amounts received; the total MUR actually credited; and the computed Weighted-Average Realised Rate for that currency. (d) For reference, each Owner Statement shall also state the Reference Rate for each relevant currency as at the statement date (or the most recently published Reference Rate). The Weighted-Average Realised Rate reflects rates actually achieved on actual conversion dates and may differ from the Reference Rate; a material or recurring divergence may be raised under Clause 5.5. (e) Payment-processor fees are reflected once only: for Direct Bookings, within the Direct Booking Commission (Clause 4.3); for all other bookings, in the net foreign-currency amounts received and therefore in the Weighted-Average Realised Rate. They are not deducted a second time in computing Owner's Revenue. (f) Outbound bank charges on the MUR transfer of the Owner's payout may be deducted from Owner's Revenue and shall be disclosed on the statement.

5.5 Statement Review and Dispute Window. Each Owner Statement and the corresponding payout become final and binding thirty (30) days after the statement is issued and delivered in accordance with Clause 20.9 (with transmission evidence retained), unless within that period the Owner notifies the Manager in writing of a disputed item, identifying the statement, the item, and the grounds of dispute. The Manager shall respond within fourteen (14) days of such a notice, providing the underlying records for the disputed item. Where an error is demonstrated, the Manager shall correct it on the next Owner Statement or, if the Agreement has terminated, by payment within fourteen (14) days of the error being established. Finality under this Clause 5.5 does not apply in cases of fraud.

6. DYNAMIC PRICING AND PROMOTIONS

6.1 The Manager has sole discretion to set, modify, and apply dynamic nightly rates, minimum stay requirements, discounts, mark-ups, or surcharges at any time in order to maximise occupancy and revenue. As a general rule, the Daily Price will not be set below fifty per cent (50%) of the applicable Base Price; however, in some cases, conditional promotional adjustments — such as, but not limited to, last-minute or long-stay discounts — may affect the final amount shown to Guests.

6.2 Pricing decisions may be based on algorithmic tools, competitor analysis, seasonal demand, special events, or other relevant market data. The Owner may raise pricing concerns with the Manager, and may request upper or lower price-threshold guardrails, which the Manager may accept or decline where they would compromise occupancy or revenue; the Owner shall not independently alter prices or require the Manager to follow specific pricing instructions. Final pricing decisions remain at the sole discretion of the Manager.

7. FORCE MAJEURE

7.1 Definition. "Force Majeure" means any event beyond the reasonable control of the affected Party, including but not limited to: cyclone, flood, fire, epidemic, pandemic, government travel ban, war, terrorism, civil unrest, labour dispute, utility failure, or interruption of transport networks.

7.2 Suspension of Obligations. If a Force Majeure event prevents or materially hinders a Party from performing its obligations, that Party may suspend performance for the duration of the event without liability.

7.3 Booking Cancellations. In the event of Force Majeure affecting a Guest stay: (a) the Manager may cancel or relocate reservations without liability to the Owner; (b) refunds will follow the platform's or payment processor's cancellation policy, and where the Manager is required to issue a refund that exceeds the amount recovered from the booking platform or Guest, the shortfall shall be deducted from the Owner's Revenue in accordance with Clause 12.2; and (c) the Owner acknowledges that some cancellations may result in zero revenue or partial recovery, and the Manager shall not be liable for any resulting loss.

7.4 Notice and Mitigation. The affected Party shall promptly notify the other Party of the Force Majeure event and shall use reasonable endeavours to mitigate its effects.

8. OWNER RESPONSIBILITIES

8.1 Regulatory Compliance. The Owner shall maintain compliance with all licences, permits, safety standards, and regulatory requirements applicable to the Property and to its letting as tourist accommodation, including the licensing obligations in Clause 9 and the warranties in Clause 10.

8.2 Insurance. (a) The Owner shall, at the Owner's cost, take out and maintain throughout the Term: (i) buildings and contents insurance for the Property at full reinstatement value, with the use of the Property for short-term tourist letting declared to, and accepted in writing by, the insurer; (ii) public liability insurance covering the letting of the Property to Guests, with a limit of not less than MUR 5,000,000 per occurrence or such other limit as is available on reasonable commercial terms in the Mauritian market; and (iii) such other insurance as any enactment requires from time to time in respect of the Property or its operation as tourist accommodation (including any insurance prescribed as a condition of the TAC). (b) The Owner shall procure that the Manager's interest as property manager is noted on the public liability policy. (c) The Owner shall provide the Manager with certificates of currency: (i) on onboarding; (ii) annually on renewal of each policy; and (iii) in any event not later than sixty (60) days before each TAC renewal filing. (d) If the Owner fails to maintain or evidence the insurance required by this Clause 8.2, the Manager may (but is not obliged to): (i) request evidence and allow the Owner a reasonable period to provide it; (ii) on not less than fourteen (14) days' written notice, arrange the required cover on the Owner's behalf and recharge the premium and reasonable administrative costs as Other Expenses under Clause 11.6; and/or (iii) where cover is absent and a Guest stay is imminent, suspend marketing of the Property, without liability and without prejudice to accrued fees, until cover is evidenced. The Manager's forbearance in exercising any of these rights in any instance is not a waiver of them in any other.

8.3 Soft Goods, Amenities and Standards. The Owner shall, at the Owner's own cost, promptly supply, maintain and replace mattresses, protectors, consumables, and any other soft goods, furnishings or amenities required to meet the standards set out in the Standards Book, as notified to the Owner and updated from time to time; material increases in owner-borne requirements take effect on not less than thirty (30) days' written notice. Replacements and purchases coordinated by the Manager follow the approval process in Clause 11. The Property must meet the Standards Book requirements before go-live and throughout the Term.

8.4 Utilities and External Service Providers. The Owner shall provide and maintain reliable utilities, including water, electricity, and internet meeting the specification in the Standards Book. Internet service must be on a postpaid or uninterrupted plan; prepaid, manually topped-up, or expiring connections are not permitted. The Owner shall also ensure that any third-party service providers engaged by the Owner — such as pool technicians, gardeners, or façade cleaners — perform their duties in a manner that does not impair the guest experience or the Manager's service quality. The Manager shall not be liable for any delays or losses caused by Owner-appointed providers and reserves the right to intervene where necessary to maintain service standards. If, in the Manager's reasonable opinion, a service provider's failure to perform creates a risk of negative guest feedback, poor reviews, reduced guest satisfaction, or damage to the Owner's listing, revenue, or the Friday Retreats brand, the Manager may engage an alternative contractor to rectify the issue; associated costs shall be treated in accordance with Clause 11.

8.5 Owner or Owner-Guest Stays. When the Owner or Owner-Guests occupy a Property, it must be returned in a guest-ready condition that meets the Manager's housekeeping standards. (a) At least forty-eight (48) hours before check-out, the Owner must notify the Manager whether the Owner: (i) will clean the Property to the required standard; or (ii) requests the Manager to arrange a professional clean, billed at the owner-stay cleaning rates set out in the Commercial Schedule (by property size), plus VAT. (b) If no preference is communicated by the 48-hour mark, the Manager will arrange the professional clean by default and deduct the applicable fee from the Owner's payout. (c) If the Owner opts to clean but the Property does not meet the required standard upon inspection, the Manager will arrange the cleaning and charge the applicable fee as Other Expenses. (d) No PMC Commission or Linen Fee is charged for Owner stays or for Owner-Guest stays where the Manager is not expected to provide services. However, if the Owner requests that the Manager remain available or provide coordination, support, or oversight during such stays, the standard PMC Commission and Linen Fee apply. Where an Owner-Guest stay is managed by the Manager and payment has been received by the Owner, the PMC Commission and Linen Fee are calculated on the higher of (i) the actual amount charged to the guest and (ii) the applicable Daily Prices set in the Manager's system for those dates; the Manager may request proof of payment at its discretion. (e) Manager-Supplied Inventory remains the Manager's property at all times, and Clause 3.5 applies to Owner and Owner-Guest stays; at its discretion the Manager may leave Manager-Supplied Inventory or a complimentary welcome pack in place during such stays as a goodwill gesture, without creating any ongoing obligation or entitlement. (f) Unpaid blocked dates are non-commercial and generate no revenue for the Manager. (g) The Owner is solely responsible for any tax, declaration, or regulatory obligation arising from paid Owner-Guest stays in which the Manager is not involved, including the Tourist Fee, and the declaration and post-checkout confirmation duties in Clause 4.7(f) apply to every such paid stay. The Manager is only responsible for tax reporting where its commission or fees apply.

8.6 Calendar Blocks and Inactivity Fee. The Owner may block available calendar dates for personal use or Owner-Guest stays, provided that no confirmed Guest reservations exist for those dates. In the event of a conflict, confirmed Guest bookings take precedence, and the Manager's confirmation is final. When blocking dates, the Owner shall declare whether the block is for personal use or for a paid private stay (see Clause 4.7(f)). The total number of blocked nights shall not exceed the quarterly allowance set out in the Commercial Schedule without the Manager's prior written approval. If that allowance is exceeded without prior approval, the Manager may charge an inactivity fee, at up to the per-excess-night amount set out in the Commercial Schedule (plus VAT if applicable), to cover ongoing operational, platform, and administrative costs; any such fee is reflected on the Owner Statement. The allowance may be reviewed or extended at the Manager's discretion based on seasonality, occupancy needs, or the Owner's arrangements under the Commercial Schedule.

8.7 Lockbox / Key-Safe. The Owner authorises the Manager to supply, install, maintain, and change codes for a lockbox or key-safe — provided and installed at no cost to the Owner — at a mutually agreed location on the Property. An operational lockbox is a condition of service, and the Manager may remove it when this Agreement ends. The Owner retains their own set of keys and may request the current lockbox code when needed; the code is not shared by default and must be requested from the Manager.

9. LICENSING AND TOURIST ACCOMMODATION CERTIFICATE

9.1 TAC Warranty. The Owner represents and warrants that a valid TAC is in force for the Property before the Property is first marketed by the Manager ("Go-Live"), and on a continuing basis throughout the Term that the TAC remains valid and in good standing. The Owner shall supply the Manager with a copy of the certificate on onboarding, and shall notify the Manager promptly of any suspension, revocation, lapse, refusal, or condition imposed on the TAC. Where a complete TAC application has been duly filed with the Tourism Authority but the certificate has not yet been issued, the Manager may — in its sole discretion, and without any obligation to do so — agree in writing to commence or continue marketing of the Property while the application is pending; any such marketing is a revocable concession and not an entitlement of the Owner, the Manager may require the issued certificate before Go-Live or at any time thereafter, and the Manager may suspend or decline marketing at any time while the application is pending in accordance with Clause 9.4. Nothing in this Clause 9.1 permits the operation of the Property as tourist accommodation without a valid TAC, and the Manager gives no representation or assurance as to whether or when the Tourism Authority will issue a certificate. Clause 10.5 (suspension and indemnity) applies to the warranties in this Clause 9.

9.2 Renewals and Authorised Representative. The Owner is responsible for renewing the TAC in good time within the statutory deadlines (including filing the renewal application not later than three (3) months before expiry). The Owner authorises the Manager to act as the Owner's authorised representative before the Tourism Authority in connection with TAC applications, renewals, and related filings; where the Owner instructs the Manager to provide TAC application or renewal services, the service fees set out in the Commercial Schedule apply.

9.3 Government Fees. All Tourism Authority and other government fees relating to the TAC (including application and operating fees, at the amounts and on the payment cycles prescribed by law from time to time) are borne by the Owner as documented pass-throughs under Clause 4.8, and are separate from and additional to any Manager service fee in the Commercial Schedule.

9.4 Suspension of Marketing. The Manager may suspend or decline the marketing and advertising of any Property for which a valid TAC is not in force — including any Property whose TAC application is pending and any Property whose TAC has lapsed, been suspended, or been revoked — without liability to the Owner and without prejudice to fees accrued to the date of suspension. Marketing resumes when a valid TAC is in force and evidenced to the Manager, or where the Manager exercises its discretion under Clause 9.1 in respect of a pending application.

9.5 Cooperation and Documents. The Owner shall promptly provide all documents and authorisations reasonably required for TAC applications and renewals, including the Building and Land Use Permit, the owner letter of authorisation, and (where the Property is in a co-owned residence) the syndic authorisation letter referred to in Clause 10.2(b).

10. OWNERSHIP, CO-OWNERSHIP AND ACQUISITION WARRANTIES

10.1 Title and Right to Let. The Owner represents and warrants that: (a) the Owner lawfully holds the Property and has full right and authority to enter into this Agreement and to permit the letting of the Property as short-term tourist accommodation; (b) where the Property is held by more than one person, all co-owners have consented to this Agreement and are bound by it; and (c) no mortgage, charge, lease, or other third-party right prevents or restricts the letting of the Property or the Manager's appointment, except as disclosed to the Manager in writing before signature.

10.2 Co-Ownership Authorisation. Where the Property forms part of a building or complex held in co-ownership (copropriété) or governed by a règlement de copropriété: (a) the Owner represents and warrants that short-term tourist letting of the Property is not prohibited or restricted by the règlement de copropriété, by any resolution of the general meeting of co-owners, or by the syndic, and shall provide the Manager with a copy of the règlement (including its destination de l'immeuble provisions) on onboarding; (b) the Owner shall obtain and maintain throughout the Term every authorisation of the Syndicat des Copropriétaires required for tourist letting and for any TAC application relating to the Property (including the syndic authorisation letter required by the Tourism Authority), and shall provide the Manager with copies on onboarding; (c) the Owner shall promptly notify the Manager of any resolution, dispute, or change of règlement affecting the letting of the Property; and (d) the Owner shall indemnify the Manager against any loss, claim, fine, penalty, or cancelled or relocated stay arising from a breach of this Clause 10.2. The Manager may suspend marketing of the Property, without liability and without prejudice to accrued fees, for any period during which a required authorisation is missing, revoked, or in genuine dispute.

10.3 Manager as Syndic. The Owner acknowledges that the Manager or its affiliates may act, or seek appointment, as syndic of a building or complex in which the Property is situated. Where the Manager holds or seeks such an appointment: (a) the Owner shall not actively oppose the Manager's appointment or renewal as syndic and shall, so far as lawfully able, support it at any general meeting of co-owners at which the Owner votes, provided the syndic terms offered are on arm's-length market terms; (b) the Manager shall disclose its dual role to the Owner and shall not use its position as syndic to disadvantage the Owner relative to other co-owners; (c) syndic fees are approved by the general meeting of co-owners in accordance with the règlement de copropriété and applicable law, and are separate from and additional to the fees under this Agreement; and (d) nothing in this Clause 10.3 requires the Owner to grant any proxy, to make any irrevocable voting commitment, or to vote in breach of any duty owed to the co-ownership.

10.4 Ownership and Permitted Use (Acquisition Schemes). The Owner represents and warrants that: (a) the Owner lawfully holds the Property; (b) where the Owner is a non-citizen, the Property was acquired under and remains compliant with the Non-Citizens (Property Restriction) Act and the conditions of any Economic Development Board (EDB) authorisation or approved scheme (IRS, RES, PDS, Smart City Scheme, or G+2 condominium acquisition), and nothing in those conditions prohibits the letting of the Property for short-term tourist accommodation; (c) the Owner shall provide the Manager with a copy of the relevant EDB authorisation or scheme certificate on onboarding and shall notify the Manager of any condition affecting letting; (d) no covenant in the Owner's title deed, cahier des charges, or scheme documentation reserves the rental or letting management of the Property to a third party or otherwise prohibits the Manager's appointment under this Agreement; and (e) where the Property is within an IRS, RES or PDS scheme, the Owner shall procure — before Go-Live and thereafter maintain — the written designation of the Manager by the scheme company as a manager through which the Property may be let, and shall provide the Manager with a copy of that designation.

10.5 Remedies. If any warranty in Clause 9.1 or this Clause 10 is or becomes untrue, or the Owner fails to obtain or maintain a certificate, authorisation or designation required by Clause 9 or this Clause 10, the Manager may suspend marketing of the Property without liability and without prejudice to accrued fees until the position is regularised, and the Owner shall indemnify the Manager against any loss, claim, fine, penalty, or cancelled or relocated stay arising from the breach — including any fine, penalty or other sanction imposed on or incurred by the Manager under the Tourism Authority Act in connection with the marketing or operation of the Property. Where the root cause of a fine, penalty or surcharge is the Owner's breach of a warranty or obligation in Clause 9 or this Clause 10, this indemnity applies notwithstanding Clause 4.8(c)(ii), which does not bar recovery in that case.

11. MAINTENANCE, REPAIRS AND SERVICE RECOVERY

11.1 Scope. Subject to Clause 11.8, the Manager shall supervise, arrange, and coordinate all repairs, maintenance works, service-recovery actions, and guest-facing gestures. These coordination services are included in the PMC Commission, and the direct labour and material costs of each repair or gesture are charged to the Owner as Other Expenses in accordance with Clause 11.6. For the purposes of this Clause 11, "Incident" has the meaning given in Clause 1.1. Recurring and contracted services — services performed on a recurring or scheduled basis under this Agreement or a written arrangement between the Parties (including Exterior-Care Packages under Clause 3.3, scheduled cleaning, preventative-maintenance programmes, and any service identified as recurring in the Commercial Schedule) — are part of standard operations and are pre-approved: they are not Incidents, and Clauses 11.2 and 11.3 do not apply to them. Their pricing and any change mechanics are governed by the applicable arrangement or the Commercial Schedule.

11.2 Standard Spending Authority (Routine Limit). Without obtaining prior written Owner approval, the Manager may incur costs for any single Incident up to the greater of (i) the routine fixed limit set out in the Commercial Schedule or (ii) ten per cent (10%) of the Total Guest Paid for the reservation that gave rise to the Incident, provided that such amount shall in no event exceed the routine cap set out in the Commercial Schedule. Where an Incident does not arise from a specific reservation (including any issue arising while the Property is unoccupied), the routine limit is the routine fixed limit set out in the Commercial Schedule.

Threshold currency conversion. Where applying any threshold under this Clause 11 requires converting an amount between currencies (including converting Total Guest Paid to MUR), the Manager shall use the Reference Rate most recently published or captured before the time the Incident is assessed. The rate used, its source, and its date and time of publication or capture shall be recorded with, and disclosed in, the corresponding approval request or expense record. A threshold determination made in good faith on such a recorded rate is final for that Incident: no subsequently available rate — including the Weighted-Average Realised Rate defined in Clause 1.1, which governs settlement and payout conversion only and has no application to threshold determinations — shall retroactively render an approval unnecessary, a deemed approval invalid, or an expense within or outside the Manager's spending authority.

11.3 Owner-Approval Workflow. If the anticipated cost of an Incident exceeds the limit in Clause 11.2 but does not exceed the routine cap set out in the Commercial Schedule, the Manager shall request the Owner's written approval before authorising the work. Should the Owner fail to respond within twenty-four (24) hours of that request, approval shall be deemed granted for the specified amount. The 24-hour period runs from the time the request is sent in accordance with Clause 20.9 (with transmission evidence retained). Nothing in this Clause 11.3 limits or detracts from the Manager's rights under Clause 11.4.

11.4 Urgent-Situation Override. If an Urgent Situation arises and the Owner is unreachable or non-responsive, the Manager may act immediately up to the urgent-situation cap per Incident set out in the Commercial Schedule. Amounts above that cap always require explicit Owner approval. All such expenses will be documented and itemised in accordance with Clause 11.5.

11.5 Records and Transparency. The Manager shall keep itemised records of all costs incurred under this Clause 11 (including work orders, vendor invoices, and receipts) and shall supply copies of the itemised records with each monthly Owner Statement in which the corresponding Other Expenses are charged. The Manager shall retain the underlying records for the period required by law and make them available for the Owner's inspection on reasonable notice.

11.6 Payment and Reimbursement. All amounts incurred under this Clause 11 — and any other amount payable by the Owner to the Manager under this Agreement, where this Agreement so provides — are categorised as Other Expenses and are either: (a) deducted from the next Owner's Revenue payout, itemised on the Owner Statement; or (b) where the payout is insufficient or no payout is due, invoiced separately to the Owner, payable within seven (7) days of the invoice date. Amounts unpaid when due bear interest at one per cent (1%) per month, accrued daily, from the due date until payment.

11.7 Guest Relocation Right. (a) Where a maintenance or condition issue at the Property makes it unsuitable for a confirmed Guest stay, the Manager shall notify the Owner in writing, specifying the issue and the remedy required, and shall allow the Owner a reasonable period to rectify it or to permit the Manager to rectify it: twenty-four (24) hours where a confirmed arrival falls within seventy-two (72) hours, and five (5) business days otherwise. Where the issue renders the Property unsafe or uninhabitable, or the Guest is already in occupation, the Manager may act immediately. (b) If the Owner does not rectify, or does not permit rectification, within the applicable period, the Manager may relocate the Guest to safeguard the Guest's interests. (c) The Owner remains responsible for remedying the underlying issue and for honouring the confirmed stay, and shall not cancel or refuse the Guest. (d) The Owner shall reimburse the Manager for the reasonable and documented costs of relocation (including any rate difference, transport, and refunds or compensation properly due to the Guest) and shall indemnify the Manager against third-party claims arising from the underlying issue. This Clause 11.7 does not apply, and no cost is recoverable from the Owner under it, where the issue arises from an act, omission, or below-standard performance of the Manager, its personnel, or its subcontractors.

11.8 Major Repairs and Upgrades. "Major Repairs and Upgrades" means any repairs, improvements, or upgrades to the Property with a quoted value exceeding the major-works threshold set out in the Commercial Schedule. If coordinated or supervised by the Manager, a coordination fee at up to the rate set out in the Commercial Schedule (plus VAT) may apply. All such works — and any applicable coordination fee — are subject to the Owner's prior approval.

12. REFUNDS, CHARGEBACKS AND GUEST COMPENSATION

12.1 Refunds and Service Recovery. (a) The Manager may grant discounts, partial refunds, fee waivers, or other price adjustments to resolve guest issues or disputes. (b) Manager fault. Any refund, discount, waiver, compensation, or service-recovery gesture attributable to an act, omission, or below-standard performance of the Manager, its personnel, or its subcontractors is borne by the Manager, is not an adjustment to Rental Income, and is not recoverable from the Owner. (c) Limit on Owner-funded recovery. Except where the Owner approves a greater amount in writing, the aggregate of discretionary refunds, discounts, waivers, and gestures charged to the Owner in respect of any single reservation shall not exceed twenty per cent (20%) of the Total Guest Paid for that reservation; refunds the Manager is required to make by a booking platform, payment processor, card scheme, competent authority, or applicable law are not subject to this limit. (d) Each amount charged to the Owner under this Clause 12.1 is itemised on the Owner Statement with the reason for the adjustment.

12.2 Chargebacks and Payment Reversals. Where a Guest payment is the subject of a chargeback, payment reversal, or refund — whether initiated by a booking platform, payment processor, or card scheme, ordered by a competent authority, or granted under Clause 12.1 — the corresponding amounts are treated as adjustments to Rental Income for the period in which they occur. Where the corresponding Owner's Revenue has already been paid out, the Manager may recover the Owner's proportionate share by deduction from subsequent Owner's Revenue or by invoice under Clause 11.6, itemised on the Owner Statement. The Manager shall contest, in good faith, chargebacks it reasonably considers unfounded, using the available booking evidence (booking confirmations, acceptance records, guest communications, and evidence of the stay), and shall credit the Owner's share of any amounts subsequently recovered or reversed.

12.3 Guest Damage. The Manager shall pursue recovery of Guest-caused damage through the applicable booking platform's damage-resolution process or, for Direct Bookings, from the Guest directly with supporting evidence. Amounts recovered (net of documented recovery costs) are credited to the Owner to the extent they relate to the Owner's property; amounts not recovered despite the Manager's good-faith efforts are not a liability of the Manager.

13. EXCLUSIVITY

13.1 Exclusivity Modes. The Parties agree to one of the following exclusivity modes, as selected in the Management Agreement or the Commercial Schedule: (a) Full Exclusivity: during the Term, neither the Owner nor any third party may list, advertise, or offer the Properties for short-term rental, whether online or offline, except through the Manager. All paid guest stays must be processed by the Manager, and PMC Commission and Linen Fees apply. Personal and family use is permitted and remains exempt from these charges (see Clauses 8.5 and 13.3). (b) Online-Only Exclusivity: the Owner may privately host guests (e.g. via word-of-mouth or referrals) but may not list or advertise the Property on any online platform (e.g. Airbnb, Booking.com, VRBO, Facebook Marketplace). The Manager is under no obligation to provide guest support, cleaning, maintenance, or any other services for such stays unless specifically requested and paid for. By default, PMC Commission and Linen Fees do not apply to these stays, and the Manager bears no duty of care or consumer-protection liability for them unless expressly engaged and paid for. Paid private stays under this mode remain subject to the Owner's Tourist Fee responsibility and to the declaration and post-checkout confirmation duties in Clause 4.7(f).

13.2 Existing Listings. Any existing owner-created online listings for the Property shall be either (i) transferred to the Manager's control or (ii) deactivated within seven (7) days of the Effective Date. The Manager's obligations — and corresponding liability — commence only after such transfer or deactivation is complete.

13.3 Owner Blocks. The Owner may block available dates on the Manager's calendar for personal stays or for use by family and friends on a non-commercial basis, provided those dates are not already reserved or in conflict with Guest bookings, and subject to the blocked-nights allowance in Clause 8.6. Such stays are exempt from PMC Commission and Linen Fee under Clause 8.5.

13.4 Unauthorised Listings. Unauthorised listings constitute a material breach of this Agreement. In cases of genuine misunderstanding or first-time administrative error, the Manager may issue a written warning and allow a grace period for compliance before treating the breach as material.

14. INTELLECTUAL PROPERTY AND MARKETING RIGHTS

14.1 All photographs, videos, virtual tours, copy, and other creative materials produced and paid for by the Manager ("Manager-Funded Assets") remain its sole property. The Owner receives a revocable, royalty-free licence to use Manager-Funded Assets solely for marketing through the Manager during the Term.

14.2 Assets fully paid for by the Owner ("Owner-Funded Assets") may be used perpetually by the Owner. Title passes to the Owner upon full payment.

14.3 Assets co-funded by both Parties remain the Manager's property. The Owner receives a perpetual, non-exclusive licence for any lawful purpose upon full reimbursement of the Manager's cost share.

14.4 Upon termination, the Owner shall cease use of all Manager-Funded or co-funded Assets within five (5) business days, unless a separate licence or extension is agreed in writing.

14.5 Photo Buyout. On or after termination, the Owner may purchase a perpetual, transferable licence to the Manager-Funded photographic and video assets relating to the Property, at the photo-buyout fee set out in the Commercial Schedule. Absent such purchase, those assets remain the Manager's exclusive property and Clause 14.4 applies.

14.6 The Owner authorises the Manager to feature the Property on its website, social media, and advertising. Guest and Owner privacy will be respected; no personal data or exact itineraries will be disclosed.

15. PERSONNEL

15.1 Manager's Employees. All personnel deployed by the Manager in connection with the Services (including housekeeping, maintenance, and guest-facing staff) are and remain employees or contractors of the Manager (or of its subcontractors under Clause 3.7). The Manager is solely responsible for their recruitment, remuneration, statutory contributions, working conditions, supervision, and discipline. Nothing in this Agreement creates any employment relationship between the Owner and any such personnel.

15.2 Indemnity. The Manager shall indemnify the Owner against any claim that the Owner is liable — as a "principal" under section 29 of the Workers' Rights Act 2019 or otherwise — for the wages, remuneration, or employment-related entitlements of the Manager's personnel, except to the extent the claim arises from the Owner's own act or omission.

15.3 Owner Premises-Safety Duty. The Owner shall keep the Property in a condition that is safe for persons lawfully present at it (including the Manager's personnel, contractors, and Guests), shall promptly disclose to the Manager any known hazard or defect at the Property, and shall not directly instruct or supervise the Manager's personnel — operational instructions are routed through the Manager.

16. TERM, TERMINATION, SALE AND SUCCESSION

16.1 Term. The Initial Term, minimum term, renewal provisions, and termination rights are set out in the Management Agreement and the Commercial Schedule. If those documents are silent on a point, the default provisions of Mauritian law apply.

16.2 Minimum Term and Early-Termination Cost Recovery. Where the Commercial Schedule specifies a minimum term for the selected tier and this Agreement terminates before that minimum term has been served — other than in the circumstances in Clause 16.3 — the Owner shall pay the Manager the early-termination cost recovery set out in the Commercial Schedule. That cost recovery is a documented recoupment of the Manager's unrecovered onboarding investment in the Property (such as photography production, setup work, discounts and waivers granted, and documented pro-rated onboarding costs); it is a genuine pre-estimate of costs actually incurred and is not a penalty. Cost-recovery amounts are first deducted from the final settlement due to the Owner; any balance is invoiced and payable in accordance with Clause 11.6.

16.3 No Cost Recovery on Protected Terminations. No early-termination cost recovery, clawback, or recoupment of discounts or waivers under Clause 16.2 applies where the Owner terminates: (a) in response to an amendment or commission/fee change notified under Clause 4.9 or Clause 20.1, with effect no later than the date the change would take effect; or (b) for the Manager's material breach of this Agreement that remains uncured thirty (30) days after written notice of the breach.

16.4 Sale of the Property. (a) The Owner shall give the Manager not less than thirty (30) days' written notice of any agreement to sell or transfer the Property (consistent with any notification duty the Owner owes to the Economic Development Board under the Owner's scheme conditions). (b) The Owner may procure that the purchaser assumes this Agreement by signed adherence, in which case the Agreement binds the successor from completion. (c) Failing assumption, the Agreement terminates on completion of the sale in accordance with the termination provisions of the Management Agreement; Clause 16.2 applies to a termination within the minimum term under this Clause 16.4(c). (d) The Owner remains responsible for confirmed reservations accepted before the notice under Clause 16.4(a); the Parties shall cooperate in good faith to honour, rebook, or lawfully relocate affected reservations, and the Owner bears the documented costs of cancellations caused by the sale, in accordance with Clause 11.7 principles.

16.5 Death or Incapacity. If the Owner (being a natural person) dies or becomes legally incapacitated, this Agreement continues to bind the Owner's heirs, estate, and legal representatives. The heirs, estate, or legal representative — or the Manager — may terminate this Agreement on thirty (30) days' written notice.

16.6 Consequences of Termination. On termination of this Agreement, however arising: (a) the Manager shall issue a final reconciliation Owner Statement within thirty (30) days of the termination date, and Clauses 5.4, 5.5, and 12.2 apply to it; (b) the Owner shall return, and permit the Manager to collect, all Manager-Supplied Inventory in accordance with Clause 3.5, and the Manager may remove the lockbox under Clause 8.7; (c) accrued rights and remedies are unaffected; and (d) the provisions listed in Clause 20.12 survive.

17. NON-SOLICITATION

17.1 The Owner shall not solicit or hire the Manager's staff or contractors during the Term and for a period of eighteen (18) months thereafter, nor cause any form of concurrence déloyale (unfair competition) during that period.

18. CONFIDENTIALITY, DATA PROTECTION AND AML/CFT

18.1 Confidentiality. Each Party shall keep confidential the terms of this Agreement (including the Commercial Schedule) and any proprietary information exchanged, except where disclosure is required by law.

18.2 Data Protection. (a) For personal data of Guests processed to deliver the Services (including booking, communication, check-in, statutory registration and filing data), the Manager is the data controller and processes such data in accordance with the Data Protection Act 2017 and, where applicable, the (EU) General Data Protection Regulation, including maintaining its registration with the Data Protection Office. (b) The Owner receives from the Manager only such stay-operational data as is reasonably necessary for the purposes of this Agreement (such as stay dates, occupancy numbers, and information required for statutory obligations), shall treat it as confidential, shall use it solely for the purposes of this Agreement, and shall not reuse it for any other purpose (including marketing) or disclose it to third parties except as required by law. (c) Personal data of the Owner is processed by the Manager for the performance and administration of this Agreement and for compliance with legal obligations (including tax and statutory filings), in accordance with the Manager's published privacy notice. (d) Each Party is responsible for its own compliance with applicable data protection law in respect of personal data under its control.

18.3 AML/CFT Warranty. The Owner warrants that all funds used to acquire and operate the Property are not the proceeds of crime.

19. GOVERNING LAW AND DISPUTE RESOLUTION

19.1 This Agreement is governed by the laws of Mauritius.

19.2 Any dispute arising out of or in connection with this Agreement shall first be submitted to mediation. Failing settlement within thirty (30) days of the referral to mediation, the dispute shall be finally resolved by arbitration administered by MARC — The Mediation and Arbitration Centre (Mauritius) in accordance with the MARC Arbitration Rules in force at the date the arbitration is referred, before a sole arbitrator, with the seat of arbitration in Mauritius and the language of the arbitration English.

19.3 Disputes involving an amount in controversy of less than MUR 250,000 (or such higher threshold as the Parties may agree in writing) may, at either Party's election, be brought before the District Court of Mauritius instead of arbitration.

20. GENERAL PROVISIONS

20.1 Amendments to these Terms and Conditions. (a) The Manager may amend these Terms and Conditions by giving the Owner written notice of at least fourteen (14) calendar days — or at least thirty (30) calendar days where the amendment changes the PMC Commission, the Direct Booking Commission, or any fee or amount payable by the Owner (see Clause 4.9) — before the amendment takes effect (the "Notice Period"). (b) Every amendment notice is delivered in accordance with Clause 20.9 and logged in accordance with Clause 20.2(c). (c) During the Notice Period the Owner may: accept the amendment expressly; object in writing, in which case the Parties shall meet (in person or virtually) within seven (7) days of the objection to negotiate in good faith; or terminate the Management Agreement with effect no later than the date the amendment takes effect. A termination under this Clause 20.1(c) in response to an amendment is a protected termination under Clause 16.3. (d) If the Owner neither objects nor terminates during the Notice Period, continued use of the Manager's Services after the effective date constitutes acceptance of the amendment. (e) The Management Agreement and the Commercial Schedule may be amended only by a document signed (including electronically) by both Parties, save as expressly provided in Clause 4.9, Clause 4.10, and the Commercial Schedule itself. (f) No amendment may override mandatory Mauritian law, and no amendment may reduce the protection of the liability cap in Clause 20.7 without the Owner's express written consent.

20.2 Versioning and Publication. (a) Each version of these Terms and Conditions is published at a dated, immutable URL (for this version: https://www.friday.mu/terms/owners/2026-08); the content of a published version is not altered after publication, other than the correction of typographical errors recorded in the changelog. (b) The Manager maintains a public changelog of versions and a pointer to the current version. (c) The Manager keeps, for each Owner, a delivery log of every amendment notice given under Clause 20.1 (date, channel, destination address or number, and transmission evidence). (d) The version of these Terms and Conditions applicable to an Owner is the version referenced in that Owner's Management Agreement, as subsequently amended in accordance with Clause 20.1. Prior versions (including the archived "Version 27 June 2025") remain published at their dated URLs.

20.3 Severability. If any provision is held invalid, the remainder remains in force.

20.4 Waiver. Failure to enforce any provision is not a waiver of future enforcement.

20.5 Entire Agreement and Order of Precedence. The Management Agreement, the Commercial Schedule, these Terms and Conditions, and the Standards Book constitute the entire agreement between the Parties and supersede all prior agreements, understandings, or communications, whether oral or written. In the event of conflict, the following order of precedence applies: (1) the Management Agreement (including any signed amendment); (2) the Commercial Schedule; (3) these Terms and Conditions (in the dated version applicable under Clause 20.2(d)); (4) the Standards Book.

20.6 Assignment. The Manager may assign or novate this Agreement to an affiliate or bona-fide successor entity upon written notice; the Owner's consent, where required, shall not be unreasonably withheld. The Owner may not assign this Agreement except as provided in Clause 16.4.

20.7 Liability Cap and Mutual Indemnity. Except in cases of fraud, wilful misconduct, or gross negligence (faute lourde), the Manager's aggregate liability under or in connection with this Agreement is capped at the total PMC Commission earned by the Manager in respect of the Owner's Properties in the six (6)-month period preceding the event giving rise to the claim. Except in cases of fraud, wilful misconduct, or gross negligence (faute lourde), the Owner's aggregate liability under or in connection with this Agreement — including under every indemnity given by the Owner — is capped, per Property and per contract year, at the greater of (i) MUR 2,000,000 and (ii) the Rental Income of that Property for the twelve (12) months preceding the event giving rise to the claim. Each Party indemnifies the other against third-party claims arising from its own negligence, wilful misconduct, or breach of this Agreement. Neither cap in this Clause 20.7 limits the Owner's obligation to pay fees, charges, Other Expenses, or documented pass-throughs properly due under this Agreement, or either Party's liability for death or personal injury caused by negligence.

20.8 Set-Off. The Manager may set off any sum due and payable by the Owner under this Agreement against any Owner's Revenue or other amount payable to the Owner, provided every set-off is itemised on the Owner Statement. The Owner shall pay all sums due under this Agreement without set-off or withholding, except for amounts the Manager has agreed in writing or that have been finally determined under Clause 19 to be due to the Owner.

20.9 Notices. Any reference to "written notice" or "notification" under this Agreement includes: (a) email; (b) WhatsApp messages; and (c) messages and approval requests delivered through the Manager's owner portal, where the Owner has been granted and has activated portal access — in each case sent or delivered to the last known contact details (or portal account) of the relevant Party. A notice is deemed received on the date it is sent or delivered, provided the sending Party retains evidence of transmission (including delivery logs, sent-message records, platform delivery receipts, or the portal's system delivery log); absent such evidence, receipt must be proved by the sender. For time-sensitive requests under Clause 11.3, the Manager will use at least two channels where reasonably practicable. Both Parties shall keep their contact details up to date and acknowledge time-sensitive communications promptly.

20.10 Electronic Signatures. Electronic signatures executed via Xodo Sign (formerly Eversign) or any comparable platform constitute original signatures and are binding, in accordance with the Electronic Transactions Act 2000 (as amended from time to time).

20.11 Language. These Terms and Conditions are drawn up and published in English. A French courtesy translation may be published for convenience; in the event of any divergence, the English version prevails.

20.12 Survival. Clauses 3.5 (inventory title and replacement), 4.6 (TDS), 4.7 (Tourist Fee), 5.4 and 5.5 (final statement, FX and dispute window), 11.5 and 11.6 (records; payment), 12 (refunds and chargebacks), 14 (intellectual property), 15.2 (personnel indemnity), 16.2 to 16.6 (cost recovery and consequences of termination), 17 (non-solicitation), 18 (confidentiality, data protection and AML/CFT), 19 (governing law and dispute resolution), and this Clause 20 survive the termination or expiry of this Agreement, together with any other provision which by its nature is intended to survive, and all rights and obligations accrued at termination.

Friday Retreats Ltd · Business Registration No. C24206082 · VAT No. 28238154 · Pointe aux Canonniers, Grand Baie, Mauritius · owners@friday.mu

Owner Standard Terms & Conditions — Version 2026-08. Commercial rates, fees, limits and elections are set out exclusively in the Commercial Schedule (Annex A) to each Management Agreement.